COUNTY OF MARIN PROFESSIONAL SERVICES CONTRACT Edition 1

Transcription

1 CAO Contract Log # COUNTY OF MARIN PROFESSIONAL SERVICES CONTRACT Edition 1 THIS CONTRACT is made and entered into this 17th day of June, 2014, by and between the COUNTY OF MARIN, hereinafter referred to as "County" and WK Design Group, hereinafter referred to as "Contractor. RECITALS: WHEREAS, County desires to retain a person or firm to provide the following service: to prepare designs and construction documents, to assist the permit process, and possibly to provide construction observation for the County departments who will move into 1600 Los Gamos upon expiration of leases at 1600 Los Gamos in San Rafael, CA; and WHEREAS, Contractor warrants that it is qualified and competent to render the aforesaid services; NOW, THEREFORE, for and in consideration of the Contract made, and the payments to be made by County, the parties agree to the following: 1. SCOPE OF SERVICES: Contractor agrees to provide all of the services described in Exhibit A attached hereto and by this reference made a part hereof. 2. FURNISHED SERVICES: The County agrees to: A. Guarantee access to and make provisions for the Contractor to enter upon public and private lands as required to perform their work. B. Make available all pertinent data and records for review. C. Provide general bid and Contract forms and special provisions format when needed. 3. FEES AND PAYMENT SCHEDULE: The fees and payment schedule for furnishing services under this Contract shall be based on the rate schedule which is attached hereto as Exhibit B and by this reference incorporated herein. Said fees shall remain in effect for the entire term of the Contract. Contractor shall provide County with his/her/its Federal Tax I.D. number prior to submitting the first invoice. 4. MAXIMUM COST TO COUNTY: In no event will the cost to County for the services to be provided herein exceed the maximum sum of $80,300 including direct non-salary expenses. As set forth in section 14 of this Contract, should the funding source for this Contract be reduced, Contractor agrees that this maximum cost to County may be amended by written notice from County to reflect that reduction. 5. TIME OF CONTRACT: This Contract shall commence on June 18, 2014, and shall terminate on April 30, Certificate(s) of Insurance must be current on day Contract commences and if scheduled to lapse prior to termination date, must be automatically updated before final payment may be made to Contractor. The final invoice must be submitted within 30 days of completion of the stated scope of services. 6. INSURANCE: Commercial General Liability: The Contractor shall maintain a commercial general liability insurance policy in the amount of $1,000,000 ($2,000,000 aggregate). The County shall be named as an additional insured on the commercial general liability policy. 1 Revised

2 Commercial Automobile Liability: Where the services to be provided under this Contract involve or require the use of any type of vehicle by Contractor, Contractor shall provide comprehensive business or commercial automobile liability coverage, including non-owned and hired automobile liability, in the amount of $1,000, Workers Compensation: The Contractor acknowledges the State of California requires every employer to be insured against liability for workers compensation or to undertake self-insurance in accordance with the provisions of the Labor Code. If Contractor has employees, a copy of the certificate evidencing such insurance, a letter of self-insurance, or a copy of the Certificate of Consent to Self-Insure shall be provided to County prior to commencement of work. Errors and Omissions, Professional Liability or Malpractice Insurance. Contractor may be required to carry errors and omissions, professional liability or malpractice insurance. All policies shall remain in force through the life of this Contract and shall be payable on a "per occurrence" basis unless County specifically consents to a "claims made" basis. The insurer shall supply County adequate proof of insurance and/or a certificate of insurance evidencing coverages and limits prior to commencement of work. Should any of the required insurance policies in this Contract be cancelled or non-renewed, it is the Contractor s duty to notify the County immediately upon receipt of the notice of cancellation or non-renewal. If Contractor does not carry a required insurance coverage and/or does not meet the required limits, the coverage limits and deductibles shall be set forth on a waiver, Exhibit C, attached hereto. Failure to provide and maintain the insurance required by this Contract will constitute a material breach of this Contract. In addition to any other available remedies, County may suspend payment to the Contractor for any services provided during any time that insurance was not in effect and until such time as the Contractor provides adequate evidence that Contractor has obtained the required coverage. 7. ANTI DISCRIMINATION AND ANTI HARASSMENT: Contractor and/or any subcontractor shall not unlawfully discriminate against or harass any individual including, but not limited to, any employee or volunteer of the County of Marin based on race, color, religion, nationality, sex, sexual orientation, age or condition of disability. Contractor and/or any subcontractor understands and agrees that Contractor and/or any subcontractor is bound by and will comply with the anti discrimination and anti harassment mandates of all Federal, State and local statutes, regulations and ordinances including, but not limited to, County of Marin Personnel Management Regulation (PMR) SUBCONTRACTING: The Contractor shall not subcontract nor assign any portion of the work required by this Contract without prior written approval of the County except for any subcontract work identified herein. If Contractor hires a subcontractor under this Contract, Contractor shall require subcontractor to provide and maintain insurance coverage(s) identical to what is required of Contractor under this Contract and shall require subcontractor to name Contractor and County of Marin as an additional insured under this Contract for general liability. It shall be Contractor s responsibility to collect and maintain current evidence of insurance provided by its subcontractors and shall forward to the County evidence of same. 9. ASSIGNMENT: The rights, responsibilities and duties under this Contract are personal to the Contractor and may not be transferred or assigned without the express prior written consent of the County. 10. LICENSING AND PERMITS: The Contractor shall maintain the appropriate licenses throughout the life of this Contract. Contractor shall also obtain any and all permits which might be required by the work to be performed herein. 2 Revised

3 11. BOOKS OF RECORD AND AUDIT PROVISION: Contractor shall maintain on a current basis complete books and records relating to this Contract. Such records shall include, but not be limited to, documents supporting all bids, all income and all expenditures. The books and records shall be original entry books with a general ledger itemizing all debits and credits for the work on this Contract. In addition, Contractor shall maintain detailed payroll records including all subsistence, travel and field expenses, and canceled checks, receipts and invoices for all items. These documents and records shall be retained for at least five years from the completion of this Contract. Contractor will permit County to audit all books, accounts or records relating to this Contract or all books, accounts or records of any business entities controlled by Contractor who participated in this Contract in any way. Any audit may be conducted on Contractor's premises or, at County's option, Contractor shall provide all books and records within a maximum of fifteen (15) days upon receipt of written notice from County. Contractor shall refund any monies erroneously charged. 12. WORK PRODUCT/PRE-EXISTING WORK PRODUCT OF CONTRACTOR: Any and all work product resulting from this Contract is commissioned by the County of Marin as a work for hire. The County of Marin shall be considered, for all purposes, the author of the work product and shall have all rights of authorship to the work, including, but not limited to, the exclusive right to use, publish, reproduce, copy and make derivative use of, the work product or otherwise grant others limited rights to use the work product. To the extent Contractor incorporates into the work product any pre-existing work product owned by Contractor, Contractor hereby acknowledges and agrees that ownership of such work product shall be transferred to the County of Marin. 13. TERMINATION: A. If the Contractor fails to provide in any manner the services required under this Contract or otherwise fails to comply with the terms of this Contract or violates any ordinance, regulation or other law which applies to its performance herein, the County may terminate this Contract by giving five (5) calendar days written notice to the party involved. B. The Contractor shall be excused for failure to perform services herein if such services are prevented by acts of God, strikes, labor disputes or other forces over which the Contractor has no control. C. Either party hereto may terminate this Contract for any reason by giving thirty (30) calendar days written notice to the other parties. Notice of termination shall be by written notice to the other parties and be sent by registered mail. D. In the event of termination not the fault of the Contractor, the Contractor shall be paid for services performed to the date of termination in accordance with the terms of this Contract so long as proof of required insurance is provided for the periods covered in the Contract or Amendment(s). 14. APPROPRIATIONS: The County's performance and obligation to pay under this Contract is contingent upon an annual appropriation by the Marin County Board of Supervisors, the State of California or other third party. Should the funds not be appropriated County may terminate this Contract with respect to those payments for which such funds are not appropriated. County will give Contractor thirty (30) days written notice of such termination. All obligations of County to make payments after the termination date will cease. Where the funding source for this Contract is contingent upon an annual appropriation or grant from the Marin County Board of Supervisors, the State of California or other third party, County's performance and obligation to pay under this Contract is limited by the availability of those funds. Should the funding source for this Contract be eliminated or reduced, upon written notice to Contractor, County may reduce the Maximum Cost to County identified in section 4 to reflect that elimination or reduction. 3 Revised

4 15. RELATIONSHIP BETWEEN THE PARTIES: It is expressly understood that in the performance of the services herein, the Contractor, and the agents and employees thereof, shall act in an independent capacity and as an independent Contractor and not as officers, employees or agents of the County. Contractor shall be solely responsible to pay all required taxes, including but not limited to, all withholding social security, and workers compensation. 16. AMENDMENT: This Contract may be amended or modified only by written Contract of all parties. 17. ASSIGNMENT OF PERSONNEL: The Contractor shall not substitute any personnel for those specifically named in its proposal unless personnel with substantially equal or better qualifications and experience are provided, acceptable to County, as is evidenced in writing. 18. JURISDICTION AND VENUE: This Contract shall be construed in accordance with the laws of the State of California and the parties hereto agree that venue shall be in Marin County, California. 19. INDEMNIFICATION: Contractor agrees to indemnify, defend, and hold County, its employees, officers, and agents, harmless from any and all liabilities including, but not limited to, litigation costs and attorney s fees arising from any and all claims and losses to anyone who may be injured or damaged by reason of Contractor s negligence, recklessness or willful misconduct in the performance of this Contract. 20. COMPLIANCE WITH APPLICABLE LAWS: The Contractor shall comply with any and all Federal, State and local laws and resolutions: including, but not limited to the County of Marin Nuclear Free Zone, Living Wage Ordinance, and Board of Supervisors Resolution # prohibiting the off-shoring of professional services involving employee/retiree medical and financial data affecting services covered by this Contract. Copies of any of the above-referenced local laws and resolutions may be secured from the Contract Manager referenced in section 21. In addition, the following NOTICES may apply: 1. Pursuant to California Franchise Tax Board regulations, County will automatically withhold 7% from all payments made to vendors who are non-residents of California. 2. Contractor agrees to meet all applicable program access and physical accessibility requirements under State and Federal laws as may apply to services, programs or activities for the benefit of the public. 3. For Contracts involving any State or Federal grant funds, Exhibit D must be attached. Exhibit D shall consist of the printout results obtained by search of the System for Award Management at Exhibit D - Debarment Certification By signing and submitting this Contract, the Contractor is agreeing to abide by the debarment requirements as set out below. The certification in this clause is a material representation of fact relied upon by County. The Contractor shall provide immediate written notice to County if at any time the Contractor learns that its certification was erroneous or has become erroneous by reason of changed circumstances. Contractor certifies that none of its principals, affiliates, agents, representatives or contractors are excluded, disqualified or ineligible for the award of contracts by any Federal agency and Contractor further certifies to the best of its knowledge and belief, that it and its principals: 4 Revised

5 21. NOTICES: Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded by any Federal Department or Agency; Have not been convicted within the preceding three-years of any of the offenses listed in 2 CFR (a) or had a civil judgment rendered against it for one of those offenses within that time period; Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (Federal, State, or Local) with commission of any of the offenses listed in 2 CFR (a); Have not had one or more public transactions (Federal, State, or Local) terminated within the preceding three-years for cause or default. The Contractor agrees by signing this Contract that it will not knowingly enter into any subcontract or covered transaction with a person who is proposed for debarment, debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction. Any subcontractor will provide a debarment certification that includes the debarment clause as noted in preceding bullets above, without modification. This Contract shall be managed and administered on County s behalf by the Department Contract Manager named below. All invoices shall be submitted and approved by this Department and all notices shall be given to County at the following location: Contract Manager: David Speer, County Administrator's Office Marin County Dept./Location: 3501 Civic Center Dr., Suite 325 San Rafael, CA Telephone No.: (415) Notices shall be given to Contractor at the following address: Contractor: WK Design Group, c/o Joel M. Karr 351 California St., Suite 350 Address: San Francisco, CA Telephone No.: (415) ACKNOWLEDGEMENT OF EXHIBITS Check applicable Exhibits EXHIBIT A. EXHIBIT B. EXHIBIT C. EXHIBIT D. EXHIBIT E. Scope of Services Fees and Payment Insurance Reduction/Waiver Contractor s Debarment Certification Subcontractor s Debarment Certification CONTRACTOR S INITIALS IN WITNESS WHEREOF, the parties have executed this Contract on the date first above written. CONTRACTOR: By: Name: Title: APPROVED BY COUNTY OF MARIN: By: County Administrator COUNTY COUNSEL REVIEW AND APPROVAL (required if template content has been modified) County Counsel: Date: 5 Revised

6 EXHIBIT A SCOPE OF SERVICES Definitions: The EOF is the Emergency Operations Facility project located in part of 1600 Los Gamos Drive, San Rafael and includes the Marin County Sheriff Office, and part of the Information Services and Technology Department. The Building is defined as the entirety of 1600 Los Gamos Drive, San Rafael, that is not part of the EOF and is defined to include all the landscape and hardscape elements not part of the EOF project. Marin Emergency Radio Authority - MERA Department of Public Works DPW Information Services and Technology Department IST Phase 1.0 Confirming Block Plans All Departments/Workgroups Using the Space Program dated November 27, 2013 (print date 2/21/14) and Adjacency Block Diagrams dated 3/19/14 and 4/23/14 created by others, Contractor shall confirm or revise the block diagrams for County non-eof departments and County related functions anticipating occupying space in the Building: DPW Real Estate, DPW Solid Waste Management, DPW- MCSTOPPP (Marin County Stormwater Pollution Prevention Program), H&HS Emergency Medical Services & Public Health Preparedness, IST, Farm Advisor, Agriculture Weights & Measures, and MERA. Review available existing information for each department/workgroup, including existing space list or program information, organization charts, current and future projected staff counts, hours of operation, etc. Coordinate with County s furniture contractor, Facilities By Design, on the review of the space programs and test fits as needed. Coordinate with County s construction manager contractor as needed Conduct a series of meetings to visit to each department: interview listed workgroups individually to confirm their general space requirements. Confirm block diagrams and test fits in the Building representing the quantitative program requirements for each department and key adjacencies. Review the diagrams for all departments with David Speer and to confirm department locations in building. Deliverables: (All deliverables are submitted in both PDF format and.dwg electronic files on a CD or mobile drive, plus two, full-size, architectural hard copies unless otherwise noted): Block diagrams of test fits for each department/workgroup laid out on Building base sheets in 11 x 17 format and in full size architectural drawings Phase 2.0 Preliminary Design Coordinating with Facilities by Design and construction manager as needed Contractor shall develop a space plan showing individual offices, workstations, shared support and ancillary areas in accordance with approved program and block diagram test fit. Develop elevations, code requirements, and coordinate systems requirements, equipment, and finishes based on existing standards. Review schematic plan with County representatives ( no more than three meetings at 1600 Los Gamos with each department DPW, H&HS, IST, Farm Advisor, and Agriculture, Weights & Measures) and revise plan. Prepare design plans for cost estimating purposes

7 Prepare final design plans for submittal and approval by County; obtain written approval of the design prior to the commencement of the next design phase. Deliverables: 1/8 scale floor plan and furniture plan, annotated with work group adjacencies, program elements and comments, and key elevations in both PDF and.dwg formats on a CD or mobile drive, plus two, full-size, architectural hard copies. Initial narratives/notes for code requirements, finishes, systems and equipment requirements. Phase 3.0 Construction Documents Drawing package, including demolition, construction, reflected ceiling, power/communications, finish and furniture plans. Develop specifications. Develop finish and door schedules. Develop Furniture Plans for coordinating with power and communications. Develop power/communications plan, reflected ceiling plan and lighting layout. Elevations, key sections and details. Finalize color and material palettes. Present final design for approval and revise based on comments. Coordinate architectural and consultant drawings. Submit plans for plan check and building permit approval; make necessary revisions to obtain permit. Deliverables: Construction Document package suitable for bid, agency approvals, and construction. Electronic versions in PDF and.dwg formats on a CD or mobile drive Phase 4.0 Bidding Answer questions/issue addenda during bid process as required. Deliverables: Documented questions/issues addressed during bid process in 8 ½ x 11 format to include specific dates, questions, and responses in Word and PDF electronic formats. Phase 5.0 Construction Administration & Closeout Conduct site visits during construction, intended to occur at key milestones such as layout, before close-in, and punchlist, as requested by County. Review shop drawings, submittals and samples for design intent and for compliance with information in construction documents, as requested by County or County s contractors. Respond to RFI s (Request for Information) as requested by County or County s contractors. Coordinate with general contractor in its responsibility to prepare a punch list and comply with closeout procedures and submittals as requested by County or designee. Coordinate with Facilities By Design for layout and finishes as requested by County. Prepare a project summary notebook containing architectural specifications and materials as requested by County. Provide electronic files of the architectural portion of the project. As-builts to be provided by the general contractor as requested by County in electronic format (format to be provided by County) as well as two full size sets of As-builts. Deliverables: Documentation generated during the construction period.

8 B. Estimated Project Schedule

9 ID Task Task Name Duration Start Mode 1 CLIENT MEETING 1 day Mon 6/23/14 2 BLOCK PLANS REVIEW/CONFIRMATIONS 8 days Tue 6/24/14 3 PRELIMINARY SPACE PLANS 15 days Mon 7/7/14 4 CLIENT REVIEW 10 days Mon 7/28/14 5 DESIGN DEVELOPMENT 15 days Wed 8/6/14 6 CLIENT REVIEW AND APPROVAL 10 days Wed 8/27/14 7 CONSTRUCTION DOCUMENTS 20 days Mon 9/8/14 8 CLIENT REVIEW AND APPROVAL 15 days Wed 10/8/14 9 MULTIPLE BIDDING ASSUMED 10.5 dayswed 10/29/14 10 BIDS RECIEVED 0 days Thu 11/13/14 11 BID ANALYSIS/AWARD 7 days Sun 11/16/14 12 MEP DESIGN BUILD DOCUMENTS PRODUCTION 15 days Tue 11/25/14 13 PERMIT SUBMITTAL 0 days Tue 12/16/14 14 PERMIT BACKCHECK/COUNTY REVIEWS 20 days Fri 12/19/14 15 PERMIT ISSUED 0 days Thu 1/15/15 16 CONSTRUCTION PERIOD 45 days Sun 1/18/15 17 FURNITURE SETUP AND CABLING 10 days Mon 3/16/15 18 TENANT MOVE IN 4 days Sat 3/28/15 MARIN COUNTY OFFICES 1600 LOS GAMOS July 2014 August 2014 September 2014 October Task Project Summary Inactive Milestone Manual Summary Rollup Deadline Project: Marin Offices Los Gamos Date: Thu 6/5/14 Split Milestone External Tasks External Milestone Inactive Summary Manual Task Manual Summary Start only Progress Summary Inactive Task Duration only Finish only Page 1

10 MARIN COUNTY OFFICES 1600 LOS GAMOS November 2014 December 2014 January 2015 February 2015 March 2015 April /13 12/16 1/15 Task Project Summary Inactive Milestone Manual Summary Rollup Deadline Project: Marin Offices Los Gamos Date: Thu 6/5/14 Split Milestone External Tasks External Milestone Inactive Summary Manual Task Manual Summary Start only Progress Summary Inactive Task Duration only Finish only Page 2

11 EXHIBIT B FEES AND PAYMENT SCHEDULE Compensation for Services COUNTY shall pay CONTRACTOR a maximum amount not to exceed Eighty Thousand Three Hundred Dollars ($80,300). The total contract costs by Phase shall not exceed the amount shown below for each Phase of Work. At no time can Contractor bill more than (1)100% of any item or (2) an amount that leaves an unbilled balance less than the unearned balance reflected in the requisite Phase. Contractor shall not proceed to a subsequent phase until the work in the current phase is completed and accepted by County, unless specifically provided in writing by County. Services: Compensation for services provided by Contractor shall be on a percentage complete basis with time and material hours shown. Reimbursable Expenses: All expenses to provide the scope of services are at 1.05 times actual expense, and are to only include document reproduction and special delivery services. Travel to and from Contractor s main office to the locations outlined in the Exhibit A are included with the base fee. Invoices: Compensation for services shall be invoiced to the County on a monthly basis at the end of the month. Each invoice must include: Contractor Name Complete Address Invoice Date Period covered Hours of work Detailed description of work completed for billing period and schedule of values Percentage of work billed and approved by County in the immediately preceding invoice Percentage of work reflected in current invoice and percentage of work unbilled Invoice total Other items, if any, as required by the work program pursuant to Exhibit A Contractor will be paid within 30 days after County approval of invoice and that the County will return disputed invoices within fifteen (15) working days of the receipt of the Contractor s invoice with a clear description of the nature of the dispute. Phases 1,2, 3 and 4 shall be a fixed fee Phase 1.0--Confirming Block Plans $ 2, Phase 2.0--Preliminary Design $ 20, Phase 3.0--Construction Documents $ 32, Phase 4.0--Bidding $ 5, Phase 5.0--Construction Admin/Closeout ** $ 12, Reimbursable expenses (Not To Exceed) $ 6, **May be billed as Hourly NTE at owners discretion Total Fee Amount: up to $80, Revised

12 WK design group Standard Hourly Rates (01/14) BASIC HOURLY RATE SCHEDULE - PRINCIPAL $ per hour SENIOR PROFESSIONAL $ per hour PROFESSIONAL I $ per hour PROFESSIONAL II $ per hour PROFESSIONAL STAFF I $ per hour PROFESSIONAL STAFF II $ per hour STAFF II & CLERICAL $ per hour Overtime, Court Prep., Expert Testimony 1.5 x Hourly Rate

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